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Latest / The Acquisition Talk with Fexingo: Mergers, Buyouts, and Business Sales for Operators

How an Anti-Sandbagging Clause Cost a Buyer $30 Million

Episode 147 of The Acquisition Talk dives into one of the most misunderstood provisions in M&A purchase agreements: the anti-sandbagging clause. Most sellers assume that if they hide a problem, the buyer can sue after closing. But an anti-sandbagging clause flips that logic—it says the buyer cannot bring a claim for breaches they knew about or reasonably should have discovered before signing. Lucas and Luna walk through the case of OmniCorp's $150 million acquisition of DataStream Analytics. OmniCorp's due diligence flagged a possible revenue recognition issue, but they didn't…

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